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TARIFF FOR GAS SERVICE TXU GAS COMPANY
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<br /> RATE SCHEDULE: 31 I General Transportation Contract Terms and Conditions
<br /> APPLICABLE TO: j Entire
<br /> System
<br /> I REVISlON:O
<br /> I DATE:
<br /> EFFECTIVE
<br /> DATE:
<br /> ~ PAGE: 10 of 13
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<br /> (d) Credit-Worth/ness, If the credit worthiness or financial responsibility of Customer should, in
<br /> Companys reasonable op~mon, ever b. ecome unsatisfactory, then Company will notify Customer and
<br /> upon request by Company at any time and from time to time during the term of any aC~plicable
<br /> Transportation Agreement, Customer will deposit with Company: (i) such amount of money requested by
<br /> Company, or (ii) a letter of credit in a form acceptable to Company from a financial ~nst~tut~on acceptabie
<br /> to Company in an amount requested by Company, to guarantee the payment of statements and ~nvo~ces
<br /> under the applicable Transportation Agreement, as well as any possible ~mbaiances under such
<br /> Transportation Agreement. Upon the termination of the applicable Transportation Agreement, any money
<br /> so deposited, less any amount due Company by Customer, will be refunded to Customer.
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<br /> 15. Responsibility
<br /> Customer will be deemed to be in control and possess,on of the Gas transported under any
<br />Transportation Agreement and be responsible for, and will hold Company harmless from, any damage or
<br />injury caused thereby until the same has been delivered to Company at the Receipt Point(s) and after
<br />such Gas has been delivered at the Delivery Point(s), except for injuries and damages caused by the
<br />negligence or other fault of Company. Company will be ~n control and possesston of the Gas transported
<br />under any Transportation Agreement and be responsible for, and will hotd Customer harmless from, any
<br />damage or injury caused thereby after receipt of the Gas at the Receipt Point(s) and until such Gas has
<br />been delivered to Customer (or for its account) at the Delivery Point(s), except for injuries and damages
<br />caused by the negligence or other fault of Customer.
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<br /> 16. Title-Warranty & Indemnity
<br /> Customer warrants to Company that at the time of delivery of Gas to Company under any
<br />Transportation Agreement Customer will have good title or the right to deliver such Gas, and that such
<br />Gas will be free and clear of all liens and adverse claims. Customer will indemnify Company, with respect
<br />to the Gas delivered by it, against all suits, actions, debts, accounts, damages, costs (including attorneys'
<br />fees), losses, and expenses arising from or out of any adverse claims of any and all persons to or against
<br />said Gas, Company warrants to Customer that Company will take no action to jeopardize Customer's title
<br />to the subject Gas.
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<br /> 17. Waiver of Breaches, Defaults, or Riqht_s
<br /> No waiver by either Customer or Company of any one or more breaches, defaults, or rights under
<br />any provisions of any Transportation Agreement will operate or be construed as a waiver of any other
<br />breaches, defaults, or rights, whether of a like or of a different character, By providing written notice to
<br />the other party, either party may assert any right not previously asserted under any Transportation
<br />Agreement or may assert its right to object to a default not previously protested. Except as specifically
<br />provided herein, in the event of any dispute under any Transportation Agreement, the parties will,
<br />notwithstanding the pendency of such dispute, diligently proceed with the performance of the applicable
<br />Transportation Agreement without prejudice to the rights of either party. Nothing contained in this
<br />paragraph will have the effect of waiving the applicable statute(s) of limitation.
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<br />18. Remedy for Breach
<br /> Except as otherwise specifically provided in these Transportation Contract Terms and Conditions
<br />or any applicable Transportation Agreement, if either party fails to perform any of the covenants or
<br />obligations ~mposed upon it in any Transportation Agreement (except where such failure is excused
<br />thereunder as a result of a force majeure event), then the other party may, at its option (without waiving
<br />any other remedy for breach), by notice in writing specifying wherein the default has occurred, indicate
<br />such party's election to terminate the applicable Transportation Agreement by reason thereof; provided,
<br />however, that Customer's failure to pay Company within a period of ten Days following Customer's receipt
<br />of written notice from Company advising of such failure to make payment in full within the time specified
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